SBC"\(lSWS d'i.gestIssue 91-191 October 2, 1991 LIBRARY··

PROCEEDINGS INSTITUTED AGAINST ROBERT~N!Pi. COMMISSION

The Commission has issued an Order Instituting Public Administrative Proceedings(Order) pursuant to the Securities Exchange Act of 1934 against Robert F. Kurtz, Jr. (Kurtz), formerly employed in the Philadelphia office of Kidder, Peabody & Co., Inc. (Kidder) as a registered representative. .

The Order alleges that during the period from June 1988 through November 1989, Kurtz engaged in a scheme to misappropriate $1,507,815 from two Kidder customer accounts for which Kurtz served as account executive. It is alleged that Kurtz forgedsignatures on checks drawn on the accounts and deposited the checks directly into his personal bank account or into the accounts of other Kidder customers for which Kurtz served as account executive. It is also alleged that Kurtz directed his sales assistant to forge signatures on checks drawn on the affected accounts. Finally, the Order alleges that Kurtz engaged in a check-kiting scheme to conceal his misappropriation of customer funds.

On September 25 the Commission filed an injunctive action against Kurtz based uponsimilar allegations (LR-12989). (ReI. 34-29-734)

PROCEEDINGS INSTITUTED AGAINST HABERSHEIR SECURITIES, INC., SHARRIEFF MUSTAKEEM AND RAYMOND KHALIF

On September 25, the Commission instituted public administrative proceedings pursuantto Sections l5(b) , 19(h) and 2lC(a) of the Securities Exchange Act of 1934 againstHabersheir Securities, Inc. (Habersheir), a registered broker-dealer formerlyoperating in Atlanta, Georgia. The proceedings were also instituted against Sharrieff Mus take em , president of Habersheir, and Raymond Khalif, its financial and operationsprincipal.

The Order For Proceedings alleges that from in or about July 1988 until in or about February 1989 Habersheir operated a general securities business predominantly tradingin penny stocks while failing to maintain the requisite minimum net capital and failed to make and keep current its books and records. Further, the Order alleges that Mustakeem and Khalif willfully aided and abetted such violations by, among other things, inclUding an asset on Habersheir's books and records which was owned by an individual unaffiliated with the firm. Habersheir was permanently enjoined, after the entry ofa temporary restraining order subsequent to a hearing, from violating,among others,the net capital and book and recordkeeping provisions of the federal securities laws, with its consent and without admitting or denying the Commission's allegations [SEC v. Habersheir Securities, Inc., Civil Action No. 1.89-CV-298-JTC,USDC, ND GaJ.

A hearing will be scheduled to take evidence on the staff's allegations .and to afford Respondents an opportunity to present any defenses thereto. (ReI. 34-29735)

PERMANENT INJUNCTIONS AGAINST WAYNE BOSSUNG AND JAMES PRUDE

The Commission announced that'bn S~pteliiDer'5 the Honorable Daniel B. Sparr, U. S. District Judge for the District of Colorado , entered final judgments of permanentinjunction against Wayne Bossung of Las Vegas, Nevada and James Prude of Washington, D. C. During 1987, Bossung and prude were the principal shareholders of SBP, Ltd .• a Colorado corporation. Bossung was also the president of SBP.

The final judgments enjoin both defendants from violating the antifraud provisionsof the securities laws and order both defendants to disgorge their allegedly illegalprofits but waive disgorgement based on inability to pay. Both Bossung and Prude consented to entry of the judgments without admitting or denying the allegations of the complaint.

The complaint, filed September 26, alleges that the defendants made untrue statements of and omitted to disclose material facts in the prospectus used in SBP's initial public offering. The statements concerned SBP's business, its "consulting" contracts with the defendants by which they were paid consulting fees out of offering proceeds,

Court for the District of Columbia granted the Commission's motion for the .appointment

and the use of the proceeds of the offering. (SECPrude, USDC, Colo., Civ. No. 90-S-l708] (LR-13005)

V. Wayne A. Bossung and James C.

MOTION FOR A RECEIVER GRANTED.

On SeptemberInternational

27, in connection with the Commission's ongoing litigationLoan Network, Inc., Melvin J. Ford and Odell Mundey, the U.S.

againstDistrict

of a receiver for International Loan Network, Inc. The motions of defendant International Loan Network, Inc. for an Order Directing Disbursing Agent to Disburse Funds to Retain Bankruptcy Counsel and of defendants Ford and Mundey for Attorneys'Fees, or Alternatively, a Stay of Proceedings Relating to Monetary Remedies Soughtby Plaintiff were denied. Additionally, in separate orders, the Court authorized the payment of attorneys' fees. Defendant Mundey was awarded roughly one-half of the legal fees and costs incurred by his counsel through July 26, 1991. Defendant International Loan Network, Inc. was also awarded partial legal fees through August 31, 1991. [SEC V. International Loan Network, Inc., Melvin J. Ford and Odell Mundey,USDC, DC, Civil Action No. 91-1102] (LR-13007)

COMPLAINT AGAINST EDP OF CALIFORNIA, INC.

The Commission today announced that on September 30 it filed a civil action in the U. S. District Court for the Southern District of California against EDP of California, Inc., William L. Woslum, Anthony A.J. Williams, Fiona C. Williams, Burnett Grey & Co. Inc., FCN Financial Services, Inc., Thomas D. Coldic~tt, Elizabeth L. Coldicutt and Ely J. Mandell. The complaint alleges that the defendants variously violated the securities registration, antifraud, periodic reporting, recordkeeping and internal control provisions of the federal securities laws and seeks permanent injunctions from violations of these provisions and officer and director bars as to two of the defendants. Specifically, the defendants variously filed fraudulent periodic reports

2 NEWS DIGEST, October 2, 1991

withtbe Co_1ssionanddissemiuated the reports to certain members of the brokerage community in connection with an overall plan to distribute the company's stock to unwitting· investors. Additionally, .the complaint variously charges the company and itspri~lpti. ·.,itb having failed to file numerous periodic reports and maintain adequate boOks arid records and internal controls. [SEC v. EDP of California, Inc., et al .• No. 91-1349 G (M), S.D. Cal.] (LR-13008; ME Rel. 322)

C~lAlNTNAKES NORKANNOUSl{A.fIAN

The Commission announced the filing of a complaint on September 30 in the U.S . District Court for the Southern District of California against Norman Nouskajian, an attorney. The complaint charges Nouskaj ian with engaging in the sale of unregisteredsecurities. Thecomp1aint alleges that from mid-1982 to February 1984 Nouskajian assisted Jerry David Dominelli (Dominelli) and the corporations Dominelli controlled in offering and selling an unregistered security in the form of an investment contract called the Interbank Program. The complaint also alleges that Nouskajian personally sold the securities. The Commission seeks a permanent injunction against Nouskaj ian,enjoining him from future violations of the registration requirements of Section 5{a)of the Securities Act of 1933. [SEC v. Norman Nouskajian, No. 91-1350, S.D. Cal.] (LR-13009)

COMPlAINT NAMES MICHAEL ClARK

The Commission announced the filing of a complaint on September 30 in the U.S. District Court for the Southern District of California against Michael A. Clark, an attorney. The complaint charges Clark with engaging in the sale of unregisteredsecurities. The coDiplaintalleges that from mid-1982 to February 1984 Clark assisted Jerry David Dominelli (Dominelli) and the corporations Dominelli controlled in offering and selling an unregistered security in the form of an investment contract called the Interbank Program. The complaint further alleges that Clark solicited investors to invest in the Interbank Program and assisted investors with the opening of Interbank Program accounts. The Commission seeks a permanent injunction against Clark, enjoining him from future violations of the registration requirements of Section 5(a) of the Securities Act of 1933. [SEC v. Michael A. Clark, No. 91-1351,S.D. Cal.] (LR-130l0)

COMPlAINT FILED AGAINST ROBERT SPARROW

The Commission announced the filing of a complaint in the U.S. District Court for the District of Utah on September 27 seeking injunctive relief against Robert D. Sparrow (Sparrow). The complaint seeks to enjoin Sparrow from violating the antifraud provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934 and to permanently bar him from serving as an officer or director of any reporting company under Section 20(e) of the Securities Act and Section 2l(d){2) of the Exchange Act. The complaint ,alleges that Sparrow prepared a Rule 15c2-ll information statement for Noble Tech International, Inc. (Noble Tech), dated September 30, 1989, which information statement contained false and misleading information concerning Noble Tech's claim to patent rights to a fusion engine. Sparrow also prepared false and misleading financial statements for Noble Tech and attached a forged certified public accountant's report to those financial statements. These financial statements, along with the forged auditor's report, were included in the Rule ISc2-11 information materials. {SEC v. Robert D. Sparrow, Civil Action No. 91-C-I024V, USDC, D. Utah] (LR-13011)

NEYS DIGEST, October 2, 1991 3

COMPLAINT NAMES LAWRENCE STERN AND DERAND REAL ESTATE INVESTMENT TRUST

The Commission announced the filing of a complaint in the U. S.District Court for the District of Columbia against Lawrence J. Stern (S.tern), a public accountant, and DeRand Real Estate Investment Trust (DeRand) • a Maryland business trust. The complaint alleges that Stern violated a Commission Rule2( e) Order issued on June 26,1979, denying him the privilege of appearing or practicing before the Commission byauditing and certifying financial statements contained in DeRand's filingsonF'orm10-K. The complaint seeks to permanently enjoin Stern from further violations of the Commission's Rule 2(e) Order. The complaint also seeks disgorgement of fees earned by Stern while in violation of the Commission's Order.

The complaint further alleges violations by DeRand of the reporting requirements of the Securities Exchange Act. The complaint alleges that DeRand failed to file its 1988, 1989 and 1990 Forms 10-K and its 1989 and 1991 Forms 10-Q in a timely manner,that it failed to file any Forms 10-Q for 1990, and that it failed to file current reports on Form 8-K with the Commission disclosing a change in accountants. (SEC v. Lawrence J. Stern and DeRand Real Estate Investment Trust, USDC DC, Civil Action No.91-2459] (LR.-130l2)

COMPLAINT FILED AGAINST CHRISTOPHER MORAN

The Commission announced that on September 30 a complaint was filed in the U.S. District Court for the Southern District of New York against Christopher J. Moran, a citizen of Great Britain, seeking to enjoin him from future violations of Section 10(b) of the Securities Exchange Act of 1934 and Rule lOb-5 promulgated thereunder. The complaint also seeks disgorgement, prejudgment interest and civil penalties under the Insider Trading Sanctions Act of 1984.

The complaint alleges that on May I, 1987, in a private transaction, Moran sold 100,000 shares of stock in the Zondervan Corporation while in possession of the material, nonpub1ic information that Smith Barney, Harris & Upham, which had been retained by Zondervan to locate a purchaser for the company, had been unsuccessful. As a significant Zondervan shareholder, Moran had been kept informed of the progress of Smith Barney's efforts and had signed a Confidentiality Agreement. The complaintseeks disgorgement of Moran's loss avoided, in the amount of $462,500, plusprejudgment interest and civil penalties. Service will be effected pursuant to the Hague Convention. [SEC v. Christopher J. Moran, SDNY, Civil Action No. 91 CIV 6561](LR.-130l3)

INJUNCTION SOUGHT AGAINST G. WESLEY SODORFF, JR.

The Commission announced that on September 25 it filed a complaint against G. Wesley Sodorff, Jr. of Spokane, Washington in the U. S. District Court for the Eastern District of Washington. The complaint alleges thatSodorff violated the by-laws of the National Association of Securities Dealers, Inc. by associating with a member of the NASD after being barred from doing so. The complaint alleges alternatively that he violated federal securities law in failing to regist:er as a broker-dealer. It asks that the court enjoin Sodorff from future violations of these provisions and requirehim to disgorge benefits received therefrom with prejudgment interest. [SEC v. G. Wesley Sodorff, Jr., CS 91-382-FVS, E.D. YA] (LR.-130l4)

4 NEWS DIGEST, October 2, 1991

CIVIl..COKPLAINT FlLEDAGAINST AEIGROUP • INC. AND OTHERS

The ChicagOllegional Office announced that on September 18 the Commission filed a complaint in U.S. District Court in Columbus. Ohio against AEI Group, Inc. of Columbus, John Vogel of DUblin. Ohio, James Baber of Hilliard, Ohio and Robert Mastersof Worthington. Ohio. The complaint seeks an order of permanent injunction againstand disgorgement from those defendants for violating or aiding and abetting violations of the regiStration and antifraud provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934.

The Commission alleged that AEI, a broker-dealer not registered with the Commission,and Vogel. Baber and Masti either controlled or worked for AEI, diverted to AEI over $2 million raised through the sale of Merit Natural Gas Corporation and Alliance Natural Gas Corporation stock. Some of that $2 million may have subsequently been diverted to Vogel, Baber and Masters.

The Commission also alleged that AEI controlled the market in Merit and Alliance stock and charged its retail brokerage customers excessive markups for those stocks,thereby unlawfully profiting by at least $500,000.

The Commission further alleged that the defendants misrepresented or failed to disclose material facts to investors concerning their investment in Merit and Alliance. [SEC v. AEI Group, Inc., et al., S.D. Ohio, No. C2-9l-770, September 18](LR-13015)

FINAL JUDGMENT ENTERED AGAINST ROBERT YHITE

The Commission announced the entry on September 26 of a Final Consent Judgment againstRobert A. White (White) in Federal District Court in New Jersey. Without admittingor denying the allegations of a complaint filed by the Commission on February 1, 1991,except admitting allegations relating to conduct which he admitted in a guilty pleain a related criminal case, White, of Jersey City, New Jersey, consented to the entryof a Final Judgment. The Final Judgment permanently enjoins him from violatingSection l7(a) of the Securities Act of 1933, Section 10(b) of the Securities ExchangeAct of 1934 and Commission Rule 10b-5 and orders White to disgorge $946,186 plusprejudgment interest of $277,500. [SEC v. Robert A. White, Civil Action ·No. 91-451,D.N.J. February 1, 1991] (LR-130l6)

•••• .••••...••••••••.••••••..••••••••••••·•••••••• ••·••i~i!~p!~d!lil·i:!::.:l!·l ..•••••••••••••••.••.•• •••••••••·,.·.· /i ••••••••••••••••jlm.::.···· ..···············

MARK EAMES INDICTED

The Commission and the U.S. Attorney for the District of Utah announced the indictment on September 13 of Mark Edward Eames (Eames) for tampering with a witness/victim.Eames is from Salt Lake City, Utah.

The indictment alleges that Eames counseled an individual to destroy documents, to withhold information during testimony, and to provide false and misleading information during testimony required by a deposition subpoena duces tecum issued by a federal district court in an unrelated SEC enforcement matter. The subpoena called for the

NEWS DIGEST, October 2, 1991 5

individual to produce documents and to testify before •officials of the SEC . The indictment further alleges that Eames told the individual that he would not receive monies due him if he did not comply with Eames' demands. {U.S. v ..Mark Edward Eames,U.S. District Court for the District of Utah, Central Division, Criminal Action File No. 9l-CR-0207-A] (LR-13004)

CLAUDE TARDIFF SENTENCED

The Commission announced that on September 20 the Honorable DouglasP. Woodlock, U. S. District Judge for the District of Massachusetts, sentenced Claude P. Tardiff (Tardiff), an unregistered investment adviser, to 30 months imprisonment and three years supervised release. Tardiff was also ordered to pay $802,803 in restitution and fined $1,000. On May 6, 1991, Tardiff pleaded guilty to twenty counts of .mail fraud relating to an investment scheme in which over seventy clients invested over $1 million of pooled funds with Tardiff during the years 1985-1990.

Tardiff provided clients with false periodic statements reflecting gains in their accounts at times when the fund was, in fact, losing money. Tardiff also used investments of new clients to fund withdrawals by other clients. Tardiff operatedunder the name CPT Business Services. [U.S . v. Claude Paul Tardiff, D. Mass.,Criminal Action No. 9l-l0087-WD] (LR-13006)

GENERAL CINEMA CORPORATION .

A notice has been issued giving interested persons until October 23 to request a hearing on an application filed by General Cinema Corporation for a conditional order under Sections 6(c) and 6(e) of the Investment Company Act. Theconditionalorder would exempt applicant from all provisions of the Act except Sections 9, 36, 37, and, subject to certain exceptions, Sections 17(a) , l7(d), 17(e), and l7(f).The requestedorder would exempt applicant until the earlier of September 30, 1992 or the date that applicant would no longer be considered an investment company under the Act, and thereby. would amend a prior order that exempts applicant until September 30, 1991. (Rel. IC-18337 - October 1)

THE DREXEL BURNHAM LAMBERT GROUP INC.

A conditional order has been issued under Sections 6(c) and 6(e) of the Investment Company Act exemp.ting The Drexel Burnham Lambert Group Inc. (Group) fromaH provisions of the Act except Sections 8(a), 9, 10(a), l7(a), l7(d), l7(e), 31 (asmodified), and 36 through 53. The conditional order also exempts certain companiescontrolled by Group from all provisions of the Act except Sections 9, l7(a), l7(d), 17(e), and 36 through 53, and exempts certain transactions from Sections l7(a) and 17{d) of the Act and Rule 17d-l thereunder. (ReI. }C-18338 - October 1)

6 NEWS DIGEST, October 2, 1991

INTERPRETATION SECTION ACTOF NEWRULESUNDER 16 OF THEEXCHANGE

The Division of Corporation Finance has announced the publication of significant staff correspondence interpreting the new Section 16 rules. Copies of the letters may be obtained by writin& zo , or by making a request in person at, the Public Reference Room, Securities and Exchange Commission, 450 5th Street, N.Y., Room1024, Washington, D.C. 20549. Each request must state the name of the subject company, the Act and the Section of the Act to which it relates, and the public availability date.

Letter Availabili ty SubjectDate

ALCCommunications October. 2. 1991 Former Rule 16b-3 Corporation NewRule 16b-3(b)

Motorola Inc. October 2, 1991 Tax Withholding Rule 16b-3(e) Rule 16b-3(f)(2)

Palmer & Dodge October 2, 1991 Former Rule 16b-3(c) NewRule 16b-3(a)(1)

The following registration statements have been filed with the SEC under the Securities Act of 1933. The reported information appears as follows: Form, Name, Address and Phone Number (if available) of the issuer of the security; Title and the number and/or face amount of the securities being offered; Name of the managing underwriter or depositor (if applicable); File number and date filed; Assigned Branch; and a designation if the statement is a NewIssue.

S-3 YERNER ENTERPRISES INC, INTERSTATE 80 & HIGHWAY 50, POBOX 37308, OMAHA, NE 68137 (402) 895-6640 - 1,035,000 ($26,392,500) COMMON STOCK. (FILE 33-42807 - SEP. 25)(BR. 4)

S-8 BOSTON TECHNOLOGY INC, 100 QUANNAPOIlITT PM, WAKEFIELD, MA 01880 (617) 246-9000 -200,000 ($708,000) COMMON STOCK. (FILE 33-42808 - SEP. 25) (BR. 7)

S-8 BOSTON TECHNOLOGY INC, 100 QUANNAPOWITT PM, WAKEFIELD, MA 01880 (617) 246-9000 -1,000,000 ($3,540,000) COMMON STOCK. (FILE 33-42809 - SEP. 25) (BR. 7)

S-' WABASH NATIONAL CORP /DE, 1000 SAGAMORE PM S, LAFAYETTE, IN 47905 (317) 448-1591- 2,760,000 ($38,640,000) COMMON STOCK. UNDERWRITER: BROWN ALEX & SONS INC. (FILE33-42810 - SEP. 25) (BR. 4 - NEW ISSUE)

NEWSDIGEST,October 2, 1991 7

REGIS'l'RATIONS CONTINUED

S-3 UTJLlCORP UNITED INC, 3000 CCMlERCE TOWER, 911 MAIN, ICANSAS CITY,MO 64105 (816) 421-6600 - 5,750,000 (5146,984,375) COMMON STOCK. (FILE 33-42811 - IEP. 25)(BR. 8)

5-3 UTILICORP UNITED INC, 3000 COMMERCE TOWER, 91' MAIN, ICANSAS C.JTY,NO 64105 (816) 421-6600 - 150,000,000 (1150,000,000) STRAIGHT BONDS. (FILE 33-42812 - IEP. 25) (BR. 8)

5-8 CASEYS GENERAL STORES INC, ONE CONVENIENCE BLVD, ANKENY, IA 50021 (515)965-6100 -651,416 (19,732,155.04) COMMON STOCK. (FILE 33-42907 - SEP. 25) (SR. 1)

S-1 AMERICAN MEDICAL INTERNATIONAL INC /DEI, 8201 PRESTON RD, DALLAS, TX 75255 (214) 360-6300 - 100,000,000 (1100,000,000) STRAIGHT BONDS. (FILE 33-42910 - IEP. 25) (IR. 5)

F-1 HIBERNIA FOODS PUBLIC LTD CO, 48 WALL ST, NEW YORK, NY 10286 (212) 495-1727 -672,750 ($4,036,500) FOREIGN COMMON STOCK. 672,750 ($2,421,900) FOREIGN COMMON STOCK. 58,500 (S210,600) FOREIGN COMMON STOCK. 175,500 ($421,200) FOREIGN COMMON STOCK. 731,250 (S105.30) WARRANTS, OPTIONS OR RIGHTS. UNDERWRITER: RAF FINANCIAL CORPORATION. (FILE 33-42911 - SEP. 25) (BR. 3 - NEW ISSUE)

5-8 COR THERAPEUTICS INC I DE, 256 EAST GRAND AVE STE 80, SOUTH SAN FRANCISCO, CA 94080 (514) 244-6800 - 2,721,787 (S21,273,944.03) COMMON STOCK. (FILE 33-42912 - IEP. 25)(BR. 4)

5-8 VONS COMPANIES INC, 618 MICHILLINDA AVE, ARCADIA, CA 91007 (818) 821-7000 - 121,594(Sl,128,392.32) COMMON STOCK. (FILE 33-42913 - SEP. 25) (IR. 1)

5-8 CRAY RESEARCH INC, 655A LONE OAK DR, EAGAN, MN 55121 (612) 683-7100 - 250,000(S10,281,250) COMMON STOCK. (FILE 33-42914 - SEP. 25) (BR. 10)

5-3 AW COMPUTER SYSTEMS INC, 9000A COMMERCE PICWY, MT lAUREL. NJ 08054 (609) 234-3939 -249,390 (Sl, 106,792.82) COMMON STOCK. (FILE 33-42915 - SEP. 25) (BR. 9)

5-8 LAWYERS TITLE CORP, 6630 WEST BROAD, RICHMOND, VA 23230 (804) 281-6700 - 100,000(113,784,000)COMMOII STOCK. (FILE 33~42916 - SEP. 25)(BR. 9)

S-3 WELLS FARGO & CO, 420 MONTGOMERY ST, SAN FRANCISCO, CA94163 (415) 477-1000 -10,000,000 ($300,000,000) PREFERRED STOCK. (FILE 33-42957 - SEP. 25) (BR.l)

S-3 INDIANAPOLIS POWER & LIGHT CO, 25 MONUMENT CIRCLE, P OBO)( 1595, INDIANAPOLIS, IN 46206 (317) 261-8261 - 142,000,000 (1142,000,000) MORTGAGE BONDS. (FILE 33-42958 -SEP. 25) (BR. 8)

5-3 SEAGRAM CO LTD, 1430 PEEL ST, MONTREAL QUEBEC CANADA H3A 159, AS (514) 849-5271 -200,000,000 (S200,000,000) FOREIGN GOVERNMENT AND AGENCY DEBT. UNDERWRITER: GOLDMAN SACHS & CO. (FILE 33-42959 - SEP. 25) (BR. 11)

S-8 TECH CPS SEVCON INC, ONE BEACON ST, BOSTON, MA 02108 (617) 523-2030 - 200,000(S1,725,000) COMMON STOCK. (FILE 33-42960 - SEP. 25) (BR. 8)

S-8 ULTRA PAC INC, 22051 INDUSTRIAL BLVD, ROGERS, MN 55374 (612) 428-8340 - 332,500($289,275) COMMOII STOCK. 34,000 (S306,000) COMMON STOCK. (FILE 33-42961 - IEP. 25)(BR. 8)

S-1 COMMUNITY FINANCIAL SYSTEMS INC lSD, 600 MAIN AVE, BROOKINGS, SO 57006 (605) 692-2314 - 264,500 ($2,645,000) COMMON STOCK. (FILE 33-42962 - SEP. 25) (IR. 2 - NEW ISSUE)

8 NEWS DIGEST. October 2, 1991

~GISTRATIONS CONTINUED

N-2 DUFF & PHELPS UTlLITIESTAX FREE INCDMEINC,55EASTMONROE STREET ,CHICAGO, IL60603 (312) 263-2610 - 8,050,000 ($120,750,000) COMMON STOCK. (FILE 33-42963 -SEP. 25) (BR. 17 - NEW ISSUE)

S-1 PCI SERVICES INCIDE, 1200 E ERIE AVE, PHILADELPHIA, PA 19124 (215) 537-8100 -3,306,250 (536,368,750) COMMON STOCK. (FILE 33-42964 - SEP. 25) (BR. 6 - NEW ISSUE)

S-3 ENERGY SERVICE COMPANY INC, 2700 FOUNTAIN PL, 1445 ROSS AVE, DALLAS, TX 75202 (214) 922-1500 - 546,975 ($546,975) COMMON STOCK. 2,987,430 ($6,535,003) COMMON STOCK.450,000 ($984,375) COMMON STOCK. (FILE 33-42965 - SEP.25) (BR. 3)

S-1 SUPERCUTS INC IDE, 555 NORTHGATE OR, SAN RAFAEL, CA 94903 (415) 472-1170 .4,000,000 ($4,000,000) STRAIGHT BONOS. (FILE 33-42966 - SEP. 25) (BR. 5)

S-8 VALUE HEALTH INC 1 CT, 22 WATERVILLE RD, AVON, CT 06001 (203) 677-4101 - 152,805($2,110,237.05) COMMON STOCK. 1,122,195 ($23,150,882.85) COMMON STOCK. 30,000(S360,000) COMMON STOCK. 45,000 ($928,350) COMMON STOCK. 500,000 ($10,315,000)C(JfM()N STOCK. (FILE 33-42969 - SEP. 25) (SR. 9)

S-8 ISIS PHARMACEUTICALS INC, 2280 FARADAY AVE, CARLSBAD, CA 92008 (619) 931-9200 -500,000 ($6,800,000) COMMON STOCK. (FILE 33-42970 - SEP. 25) (SR. 4)

S-8 CITIZENS UTILITIES CO, HIGH RIDGE PK BLDG 3, POBOX 3801, STAMFORD, CT 06905 (203) 329-8800 - 2,568,000 ($77,361,000) COMMON STOCK. (FILE 33-42972 - SEP. 25)(BR. 7)

Companies and individuals must report to the Commission within ten days on Schedule 13D if after the acquisition of equity securities of a public company their beneficial interest therein exceeds five percent. Persons eligible to use the short form (Schedule 13G) may in lieu of filing a Schedule 13D file a Schedule 13G within 45 days after the end of the calendar year in which the person became subject to Section 13(d)(l). Companies and individuals making a tender offer must have on file at the time the tender offer commences a Schedule 14D-1.

Below is a list of recent filings of Schedules 13D and 14D, which includes the following information: Column 1 - the company purchased (top), and the name of the purchaser; Column 2 - the type of security purchased; Column - 3 - the type of form filed; Column 4 - the date the transaction occurred; Column 5 - the current number of shares (in OOO's) owned (top) and the current percent owned; Column 6 - the CUSIP number (top) and the percent owned; and Column 7 - the status of the filing, i. e .• new, update or revision.

EVENT SHRS(OOO)I CUSIPI FILING NAME AND CLASS OF STOCK/OWNER FORM DATE ~ED PRIORX STATUS

ADVANCED ENVIRON RECYCLING T CL A 1,021 00794710DAVIS J MORTON ET AL 130 91 9/91 8.0 0.0 NEW

NEWS DIGEST, October 2, 1991 9

ACQUISITIONS CONT.

EVENT SHRS(ooo)/ CUSIP/ FILING NAME AND CLASS OF STOCK/OWNER FORM DATE PlIED PRIOUSTATUS

AIR WIS SVCS INC cot 918 00923610 HEINE SECURITIES CORP 130 9/18/91 10.1 9.6 RYSION

ALPHA 1 BIOMEDICAL INC COM 169 02091010 CURRAN JOHN P 130 9/16/91 2.4 6.7 UPDATE

AMERICAN LIST CORP COM 1,318 02725810 DAVIS J MORTON ET AL 130 9/19/91 47.7 48.8 UPDATE

BLACK & DECKER CORP COM 9,091 09179710 NEWELL CO 130 9/24/91 14.8 14.8 UPDATE

BIOMEDICAL WASTE SYS INC COM 1.268 09199710 DAVIS J MORTON ET AL 130 9/19/91 16.5 14.9 NEW

BIOMEDICAL WASTE srs INC COM 1,268 09199710 DAVIS J MORTON ET AL 130 9/19/91 16.5 14.9 RVSION

BOHEMIA INC cot 4,871 09732910 WILLAMETTE INDS INC ET AL 140-1 9/27/91 95.0 19.4 UPDATE

BRUSH CREEK MNG & DEV INC COM 7,100 11741830 ANDERSON SIMONE MARIE 130 8/11/91 23.2 19.9 UPDATE

CAPITOL TRANSAMERICA CORP COM 39 14064010 CAPITOL LAND TITLE INS 130 8/ 8/91 0.9 5.3 UPDATE

CHOCK FULL 0 NUTS CORP COM 1,314 17026810 GAMCO INVESTORS INC ET AL 130 9/25/91 15.1 13.8 UPDATE

CINEPLEX ODEON CORP cot 40,477 17245510 MCA INC 130 8/26/91 84.9 49.5 UPDATE

CLINICAL TECHNOLOGIES INC cot 755 18726710 TREDEGAR INVESTMENTS 130 9/16/91 16.4 14.0 UPDATE

CREATIVE RES INC COM 9,493 22599310 WILLIAMSON DENNIS R ET AL 130 1/ 9/89 31.5 0.0 NEW

DAVIN COMPUTER CORP COM 3,251 23878110 VINTAGE GROUP INC 130 8/ 1/91 4.0 5.4 UPDATE

DIGITAL srs INTL INC COM 1,397 25391210 DARLAND MICHAEL L 130 8/30/91 15.7 17.5 UPDATE

FIRST CTZNS FINL CORP cot 185 31958910 ABLE ASSOCIATES INC ET AL 130 8/28/91 8.9 8.4 NEW

FIRST CTZNS FINL CORP cot 185 31958910 ABLE ASSOCIATES INC ET AL 130 8/28/91 8.9 8.4 UPDATE

NEWS DIGEST, October 2, 1991 10

~QUISITIONS CONT.

I I r

NAME AND CLASS OF STOCICtoWNER RIM EVENT SHRS(OOO)/

DATE WED CUSIP/

PRIOR! FILING

STATUS

FIRST WESTN FINL CORP COM 182 33753110 SHAMROCK ASSOC ET AL 13D 9/23/91 2.8 7.1 UPDATE

HUGHES SUPPLY INC COM 612 44448210 CONSOL ELEC DIST EMP RET PL 13D 9/17/91 14.7 10.4 UPDATE

IMAGE BIC INC EASTMAN ICOOAleCO

COM 14D-1 9/27/91

1,97953.6

45243610 0.0 NEW

INTERNATIONAL RECTIFIER FIDELITY INTL LTD

CORP COM 13D 9/23/91

1,5717.9

46025410 7.0 UPDATE

INTERNATIONAL FMR CORP

RECTIFIER CORP COM 13D 9/23/91

1,5717.9

46025410 7.0 UPDATE

JIM HJELMS PRVY CLLTN LTD COM 180 47742710 SEAMAN CARL 13D 9/19/91 7.7 0.0 NEW

KASLER CORP FIDELITY INTL LTD

COM 13D 9/20/91

1,12811.3

48579510 9.6 UPDATE

KASLER CORP FMR CORP

COM 13D 9/20/91

1,12811.3

48579510 9.6 UPDATE

KEMPER CORP FMR CORP

COM 130 9/23/91

3,6367.6

48839610 6.6 UPDATE

ICNOWLEDGEWARE INC COM 541 49924510 FIDELITY INTL LTD 13D 9/19/91 4.8 7.0 UPDATE

KNOWLEDGEWARE INC COM 541 49924510 FMR CORP 13D 9/19/91 4.8 7.0 UPDATE

LDDS COINJNICATJONS INC CL A 0 50199310 BRIERLEY INV LTD ET AL 13D 9/19/91 0.0 5.8 UPDATE

METRO MOBILE CTS INC BELL ATLANTIC CORP

CL A 13D 9/23/91

3,3005.2

59199120 0.0 NEW

METRO MOBILE CTS INC BELL ATLANTIC CORP

CL B 13D 9/23/91

41,16071.0

59199130 0.0 NEW

OCOM CORP COM 445 69099210 CUMBERLAND ASSOCIATES 13D 8/20/91 6.7 0.0 NEW

PRISM ENTMT CORP COM 446 74264310 WALKER WIRT 0 III ET AL 13D 9/18/91 22.5 22.2 UPDATE

PROSPECT GROUP INC COM 0 14291820 MEZZANINE LENDING ASSOC ET AL 13D 9/26/91 0.0 8.0 UPDATE

NEWS DIGEST, October 2, 1991 11

ACQUISITIONS CONT.

EVENT SHRS(ooo)/ QJSIP/ FlLlIG !WIE AND CLASS OF STPCIC/CMIER FOR!! PATE WED PRI_STAM

QUANTUM HEALTH RES INC COM 1,177 75499610PAPPAJOHN JOHN 13D 9/19/91 10.4 11.2 UPDATE

SCIENTIFIC ATLANTA INC COM 1,275 80865510CHARTER OAK PARTNERS 13D 9/18/91 5.6 0.0 NEW

STONER lOGE RES INC COM 1,348 86183910PATRJCJA INVMTS INC ET AL 13D 8/30/9; 9.9 9.4 UPDATE

STUARTS DEPT STORES INC COM 672 86383910WALKER WIRT 0 III ET AL 13D 9/18/91 15.6 14.8 UPDATE

TRANS JtlDS JNC COM 330 89323910LAMPARTER RONALD C 13D 9/18191 10.7 0.0 NEW

UNITED ARTISTS EITMY CO CL A 39,545 90940510TELE'CXIIUIICATJONS JNC 140-1 9/30/91 28.1 29.1 UPDATE

UNITED ARTISTS EITMY CO CL 8 38,235 90940520TELE-IXIIUIJCATJONS INC 140-1 9/30/91 57.5 59.6 UPDATE

VALUEVJSION INTL COM 1,279 92099310DAVIS J MORTON ET AL 13D 8/30/91 18.1 0.0 RVSJON

WHITTAKER CORP COM PAR 10.01 559 96668040PARKOS GREGORY T 13D 9/25/91 7.4 9.0 UPDATE

zeNITH LABS INC COM NEW 265 98936520CUMBERLAND ASSOCIATES 13D 9/4/91 4.7 0.0 NEW

ZENITH LABS INC COM NEW 3,080 98936520HEINE SECURITIES CORP ET AL 13D 9/19/91 54.9 56.8 UPDATE

NEWS DIGEST, October 2. 1991 12